A top executive in charge of national TV buying for General Motors Corp. is in discussions to join media company Carat USA in a senior post.

Marc Goldstein, 54, is currently exec VP-managing director of GM Mediaworks, New York, a unit of Interpublic Group of Cos. In that role, he oversees $1 billion in spending on national TV by the nation's largest advertiser.

If he leaves, GM Mediaworks will have lost its top national TV buyer and top print buyer in a short time. Karen Ritchie, 56, Mediaworks exec VP in charge of print buying, died this month of breast cancer.

At Carat, Mr. Goldstein would be in charge of all TV buying, according to executives familiar with the discussions. That could put him in direct conflict with Andy Donchin, Carat's 38-year-old senior VP-director of national broadcast.

PROBLEMS AHEAD?

"What a dilemma," said one network executive who had heard of Mr. Goldstein's possible move. "They are both mensches. Andy's a great guy, and so is Marc. Clearly this is the case where they are going after the big name, the heavyweight, to try and bring them to the next level. Would Marc do that for them? Probably. Could Andy do it for them? If given the chance, I'd say probably yes to him, too."

Added another media executive who had also heard about the possible hire: "Look, Marc's got 15 years on Andy. Yes, Andy's been the point man as they've picked up a lot of big business like Pfizer and Radio Shack. Now they want even bigger business, the Pepsis of the world. Andy is first-class now. Marc is world-class. Andy should stay and go to school on Marc."

DONCHIN COULD LEAVE

Still, a number of people familiar with the situation said it is likely Mr. Donchin would seriously consider leaving Carat if Mr. Goldstein were brought in above him.

"There's no animosity between Andy and Marc," said one of these people. "I think it's just a situation where Andy thinks he should be given a shot."

Carat USA CEO David Verklin was traveling and could not be reached for comment. Neither Mr. Goldstein nor Mr. Donchin could be reached, either.

Mr. Goldstein joined Mediaworks as its top TV buying strategist when the company was created in March 1994. Prior to that he was with what was then Lintas, New York, now Ammirati Puris Lintas.

Mr. Donchin joined Media Buying Service, New York, in 1991. Paris-based Carat, which bought MBS in 1996, has expanded aggressively in the U.S. under Mr.